The Court of Arbitration for Sport (CAS) issued a ruling on May 25, 2012, in a dispute between Associação Académica de Coimbra (Coimbra) and Suwon Samsung Bluewings FC (Suwon) concerning the interpretation of football transfer agreements and procedural rules under FIFA. The case involved the transfer of a Brazilian player from Coimbra to Benfica, with Suwon claiming a 25% commission from the transfer fee. The CAS panel, composed of Dirk-Reiner Martens, Efraim Barak, and Michael Beloff QC, addressed several legal and procedural issues.
First, the panel clarified that a decision by FIFA's Players' Status Committee (PSC) qualifies as a formal decision under Article R47 of the CAS Code, even if it lacks reasoning, as long as it is labeled as a decision and signed by an authorized official. The panel also examined the phrase "final and binding" in FIFA's statutes, concluding that it does not preclude appeals under Article 63(1) of the FIFA Statutes, which allows appeals against final decisions. The panel emphasized that the term "final" establishes the decision's finality as a prerequisite for appeal, not a barrier.
Regarding procedural rules, the panel analyzed Article 15(1) of the Rules governing the procedures of the PSC and the Dispute Resolution Chamber (DRC). It determined that this provision starts the appeal timeline but does not imply a waiver of the right to appeal if reasons for the decision are not requested. Unlike the Swiss Code of Civil Procedure, which explicitly links the failure to request reasons with a waiver of appeal rights, Article 15(1) lacks such language. The panel noted that FIFA would need clear wording to impose such a consequence.
On the merits of the dispute, the panel examined whether a €840,000 payment from Benfica to Coimbra constituted a loan fee or part of the transfer fee. The panel found that the loan agreement explicitly stated the loan was free of charge, meaning the €840,000 was part of the total transfer fee. Suwon was thus entitled to 25% of the combined €2,260,000 transfer fee and €840,000 payment, minus an earlier partial payment of $300,000 (equivalent to €191,235), leaving €683,765 outstanding.
The panel also addressed the timing of payments, noting ambiguity in the transfer agreement's wording. While the phrase "whenever Académica transfers the player" suggested immediate payment, economic considerations implied payment should align with Coimbra's receipt of instalments from Benfica. The panel concluded that Suwon’s right to the commission arose only when Coimbra received each instalment from Benfica, aligning with reasonable economic considerations. Interest at 5% (the Swiss statutory default rate) was awarded on the outstanding amounts from their respective due dates.
Ultimately, the CAS partially upheld Coimbra’s appeal, ordering Coimbra to pay Suwon €683,765.00 plus 5% interest on specified amounts from their respective due dates. The ruling clarified the timing of payment obligations and dismissed all other requests. The decision underscores the importance of precise contractual language and highlights CAS's role in interpreting ambiguous terms in sports-related disputes. The panel also suggested that FIFA could clarify its rules to prevent similar disputes in the future. The case highlights the complexities of football transfers and the need for clear contractual terms to avoid disputes.